Hey gang! Erik Howlett here with a new tale of excitement and Naruto awesomeness! In this AU tale, Naruto is sent to live in America with some friends of Yondaime's after the Kyuubi's attack. But these people are no ordinary humans. No, they are none other than the Uncanny X-Men themselves! After 12 years under their guidance and care, he returns to Konoha to begin his ninja training. How will their teaching affect the future of this young shinobi, read on to find out. Please note that I do not own Naruto or any of the Marvel related characters/ equipment mentioned here.

"Talking."

'Thinking/ telepathy.'

"Kyuubi speaking through Naruto."

'Kyuubi's thoughts'


Chapter 1: The Birth of a Hero.

It was that dark night in Konoha when Kyuubi-no-Kitsune, the Nine-tailed fox demon attacked the village for reasons as of yet unknown. Minato Namikaze, the Fourth Hokage, was preparing to do battle with the demon, knowing all too well he couldn't kill the monster. So, he told Sarutobi, the Third Hokage, of his plan for the events that were sure to unfold in the aftermath of the battle. "If I die, Sandaime-dono, I want you to go ahead with the plan I told you of if things were to go amiss," said the Yondaime as the roars of the fox demon echoed across the forest.

"I can fully understand why that would happen, Minato," replied Sarutobi. "After all, you are sealing the beast within the child."

"Right," said Minato ominously. "So you know what must be done."

"Yes," replied Sarutobi as they both sped off to halt the beast's rampage any way they could.

Many grueling hours later, the devastating battle had come to a close. The Kyuubi had been sealed within a newborn baby named Uzumaki Naruto. Sarutobi stepped out onto the balcony of the Hokage's office and made an important announcement to the villagers present.

"Yondaime has defeated Kyuubi-no-Kitsune, but has sacrificed his life in doing so, to save us all," Sarutobi remarked with a heavy heart. "The demon has been suppressed and sealed inside a newborn boy, Uzumaki Naruto, as Yondaime's last act of heroism. It is his dying wish is that you all treat this boy as a hero for restraining the beast. Also, I hereby issue a decree that there be no spoken mention of what has occurred this dark night, not even to your children, and those who do so shall be severely punished."

All at once, the crowd that had gathered became enraged and incited a riot. Some began to hurl garbage and others started to blindly attack the ANBU Black Ops that had been called in to restrain them.

"Quickly, we must kill the boy, before the demon takes him over!" shouted a villager.

"Destroy the monster!" yelled another.

"Damn, I was afraid of this. The people still fear the unknown more than they are concerned for the boy's well-being. Looks like I'll have to go with the Fourth's contingency plan," Sarutobi mumbled to himself as he and a group of ANBU teleported to the top of Hokage Mountain. "We will wait here for the boy's foster parents to arrive, as Yondaime planned in case this happened," he said to them as he cradled Naruto's small, sleeping form in his arms.

"Sandaime-sama, are you sure that the boy will be safe with these people?" asked an ANBU with silver hair a few moments later.

"Of course I'm sure Kakashi. I've met with them before, even accompanied them on several missions in the past. They are more than capable of protecting the boy, as well as raising him and teaching him how to control the abilities that may result as a by-product of his merging with the Kyuubi. Now be ready, they will be landing within a few moments."

"How do you know, Sandaime-sama?"

'Because I've told him we would,' came a voice from within Kakashi's mind. The ANBU jumped suddenly, searching around for the source of the voice (much to Sarutobi's amusement). 'What sort of jutsu is this?' Kakashi wondered inwardly.

'This is no jutsu Kakashi, rather telepathy, a psychic ability that I've developed as a result of my own genetic mutation. You will see my true, physical form in a moment once we land."

'We?' wondered the confused ANBU. Just then, a metallic whirring sound reached their highly trained ears. They looked up to find the source of the sound, only to see a huge black SR-77 Blackbird stealth jet lowering out of the sky. As the ANBU agents looked on in amazement, the jet landed and the catwalk extended from its under-carriage. A hatch opened on the bottom, and three figures disembarked from the jet.

One was a bald, well-dressed man, who rode towards them in a motorized wheelchair. The one to his right was a short man with a stocky, powerful physique, dressed in a jet-black uniform with a red "X" on either shoulder. His eyes were the one thing that unnerved Kakashi; they were the eyes of a predator. The figure to the left of the man in the wheelchair was an African-American woman with white hair, clad in a similar uniform, but with a long black cape. She seemed to enjoy the stormy weather that had been brewing that night, smiling as the icy wind brushed across her face, sending her hair billowing around her like a cloud.

"It's good to see you again Sarutobi," said the man in the wheelchair. "Though, I wish it was under much happier circumstances."

"As do I Charles," replied Sarutobi remorsefully. "As do I."

"You're the voice I heard in my mind a moment ago," remarked Kakashi in surprise.

"Indeed I am Kakashi. My name is Professor Charles Xavier, I am a telepath."

"A mutant?" asked Kakashi, raising an eyebrow.

"Yes. I founded the Xavier Institute for Higher Learning, a school were mutants learn to control their powers to either become productive members of society, or join what the students have affectionately called, the "X-Men." We act as a global peace-keeping force against any threat to the world, both human and mutant alike."

"Yes, I believe I've heard of the X-Men somewhere before."

"Well I'll be damned," said the stocky man. "If it ain't Kakashi Hatake. Last I saw you; you'd just been promoted to Jounin. How ya been kid?"

"Logan?!" Kakashi exclaimed in disbelief. "Is that really you?"

"Yeah, but I go by Wolverine these days, sometimes." Guess we've both changed a lot over the years, huh kid?"

"I guess so." After a few moments of explaining what had transpired, both Charles and Sarutobi had come to the conclusion that it would be best for Naruto to be raised by the X-Men. Astonishingly, Logan offered to be Naruto's step-father. "I owe it ta Minato after Mastermind ruined my wedding ta Mariko," he said. "She was his cousin ya know, and hit their family real hard when the Hand killed her to get to me. I just hope that I can be the right kinda dad for this kid."

"As you wish Logan-san," said Sarutobi respectfully. "Once he is of age, he may return to the village to begin his ninja training, if you so wish."

"I would be honored for him to learn the ways of his real father. It only seems fitting that he become a shinobi."

"I agree," interjected Xavier.

With that, Sarutobi handed Charles a duffle bag full of supplies that they would possibly need to aid in the boy's up-bringing. It contained a number of scrolls on ninjutsu, chakra, the Bijuu, the history of both shinobi and Konoha, as well as various ninja tools. Charles thanked his old friend and shook his hand, assuring him they'd keep him posted on Naruto's growth and progress as a future shinobi. As Logan stepped forward to take Naruto from Sarutobi's arms, a man burst from the trees wielding a katana. "Die, fox-demon!!" he yelled as he ran towards Naruto's small form.

'This must be one of the villagers from the riot,' Kakashi surmised as he reached for his ninjuto blade and moved to get between the man and Naruto. 'How could he have followed us here without our knowing?'

Just as Kakashi moved to defend Naruto and Sarutobi, Logan vaulted over him and ran at the would-be assassin low to the ground, his arms outstretched at either side. With the flick of his wrist, a set of three, insanely sharp claws, each about as long as his forearm, extended from his left hand, unsheathing with a distinctive snikt. "RRRAAAAWWRR!!!!" he howled in rage as he lashed out with his left arm, slicing the katana to shreds. As the man stared at him in disbelief, Logan seized his right arm, wrenched it behind the man's back and twisted it, the pain forcing him to his knees. He balled his right hand into a fist and placed it behind the assassin's head, unsheathing two more claws on either side of his head.

"Now," he whispered in the man's ear threateningly. "Unless you wanna experience what the middle claw feels like, you'll turn yourself in to these ANBU here, and stay the hell away from my son...got it bub?" The man nodded his head in compliance, whimpering pathetically in fright. Logan shoved the assailant to Kakashi, who cuffed him and rendered him unconscious with a genjutsu.

"I think it's time we took our leave," said Storm in a concerned voice.

"Yes, in case more of them have followed us here," agreed Sarutobi.

With that the two parties said their goodbyes and parted ways. Kakashi at the Blackbird as it rose into the air, then vanished into the night. Aboard the jet, Logan held Naruto in his arms, a father for the first time in his life. 'Mariko,' he thought as he let the child clasp one of his fingers. 'I promise that I'll keep this boy safe, even if it cost's me my own life. No one will ever harm him like the Hand did you and our child, this I swear.' At that moment, Storm came in the passenger bay and sat down next to her teammate, smiling at the sight of gruff 'n tough Wolverine playing with a baby. "Are you going soft on us Logan?" she probed with a sing-song tone in her voice.

"You ain't gotta worry 'bout that Ororo," he said with a smirk. "Even though I've got a kid in my life now, I'll always be in the mood for a good scrap."

"Good to hear." Storm then reached over and took Naruto from Logan, smiling at him lovingly. "Hey baby, I'm your auntie Ororo," she told the child, prompting a smile from him. "Welcome to the X-Men."


Thirteen years later...

Naruto was called into Professor Xavier's office at the Xavier Institute for Higher Learning early that afternoon. He'd just returned from a mission in Brazil with Sunspot and a few of the New X-Men trainees, so he knew he wasn't in any trouble. 'Still, you never know with Xavier-Oij-sama,' he thought as he entered the telepath's office. "Good to know you're still on your toes Naruto," said Charles as he entered, prompting a foxy-grin from the teen. "And no, you're not in trouble at all. Please have a seat."

"Xavier-Oij-sama," he began to say, his heritage kicking in a bit. "I mean, Professor, why did you send for me? Is dad in trouble or something?"

"No, no, no, Logan is perfectly fine. He's in the Danger Room as we speak, training your sister Laura. But, back to matters at hand, your father has told you about the Village Hidden in the Leaves before, correct?"

"Yeah, I know all about my birthplace and my real father too, why?"

"Well, ever since last year, the Hand, the Reavers, as well as the Weapon X Program have begun to take a serious interest in your powers. I fear that they may attempt to kill you. Therefore, your father and I feel that it's time you returned to Konoha and began your ninja training."

"I guess if it's what you and dad want, then sure, I'll go. It sounds like it'd be pretty fun, plus I haven't been to Japan that much."

"Excellent. Now, Japan is the Hand's homebase, and though I'm sure none have infiltrated Konoha, I don't like the idea of you going in unprepared. So before you leave on the Blackbird tonight, I'd like you to pack your X-Men uniform in with your regular luggage, along with your two .50 AE Desert Eagles with their hip-holsters, and two spare 9-round magazines, as well as a few lengths of Tetsugen wire. Your motorcycle will be aboard when you arrive."

The professor then handed Naruto a card and an official S.H.I.E.L.D. ID with his photo on it.

"What are these for?" Naruto questioned.

"The card is to access yours and your birth-father's bank accounts. The badge on the other hand, is to give you access to a S.H.I.E.L.D. weapons cache and storage base in the village. Their superior is an old friend of your uncle Sunfire, and they will accept you on the spot. You can access the facility at anytime to pick up any equipment you may need."

"One more thing Professor, where am I gonna stay? If the people there are like they are here in America, then I'd guess that mutants aren't on their list of preferred house guests."

"That too has been taken care of," said Charles with a smile. With the push of a button, a hologram of a large mansion estate appeared over his desk. "Sarutobi, the Third Hokage, has already received the results of the DNA tests we took when you were born, and shown them to the village counsel, confirming you as Minato's rightful heir. They have agreed to grant you access to all of your father's affects, including his title, family fortune, and mansion estate, among other things. Now, to ensure your safety, I've had Forge outfit the mansion with a number of security devices, both human and Shi'ar alike. These will help to protect you from any enemies you may encounter while you're there. However, before you go off exploring, I'd like for you to meet up with Sarutobi first, if you don't mind."

"Sure thing. So, I really have to leave tonight, huh?"

"Yes. I'm sorry Naruto, but this is for your own safety. Now, if it were up to your father and I, we would have you stay here. But given the circumstances, we have no choice."

"Then, thanks just the same," said Naruto, shaking Charles' hand and bowing respectfully. "Arigato, Oij-sama."

"You are most welcome, Naruto-kun," replied the telepath with a smirk.


Three hours later, Naruto found himself sitting the cargo-bay of the Blackbird with his Ducati trying to keep from falling asleep when he heard Bobby Drake's voice come over his comlink. "Hey Naruto, we're approximately three miles above the village, if you wanna take a look." Naruto rushed to the window and saw Bobby was right: what was below looked somewhat like a big city instead of a shinobi village, and there was a ninja-version of Mount Rushmore that overlooked the rest of the landscape. 'Looks like I'm home, Dad,' he thought as he adjusted his Dust Goggles and strapped on his gear. "I'm gonna point us towards the Tokyo International Airport," Bobby said, bringing him out of his thoughts.

"From there it'll take us five more hours just to get back here," Naruto reasoned. "Head for that clearing on the outskirts of the village."

"What?!"

"Just do it!!" Once he was sure they were over the clearing, Naruto punched the button for the cargo-bay doors, which flew open with a gust of air. "If you break something, Logan's gonna take it out on me in our next Danger Room session!" came Bobby's voice over his ear-piece.

"Relax mom," yelled Naruto as he mounted his bike and edged it down the ramp. "This is gonna be awesome!!!" And with that, he pushed off with his feet and both he and the bike flew out into open space. "WAAAAHOOOOO!"

About the time he was about two miles from the ground, he decided that it was time to land. 'Kyuubi, I'm gonna need some chakra for setting this thing down safely.'

'Gotcha Kit.'

Naruto instantly felt a rush of power and smiled inwardly. He'd known about the Kyuubi for six years now, and since then he'd become good friends with the fox. He'd also learned Kyuubi had both awakened his own latent mutation and enabled him to mimic the abilities of some of the X-Men. These powers were mainly from Professor X, Beast, Nightcrawler, and his step-father, Logan, who'd recently, discovered his true name. So far, Naruto had exhibited the Professor's telepathy (to a lesser degree); Beast's retractable claws, dexterity, and agility; Nightcrawler's teleportation and shadow-melt abilities; and Wolverine's animalistic qualities (which were already prevalent, due to Kyuubi's presence). As the ground quickly rose to meet him, Naruto focused on a small hill near the village gate. He closed his eyes, and then vanished in a black cloud of sulfurous smoke..,

Only to reappear at the foot of the hill he'd targeted a few moments ago. He thanked Kyuubi mentally, then fired up his bike's four-cylinder engine and roared up the hill towards Konoha. At the top of the hill's crest he flew into the air and through the gates, as well as over the heads of a pair of extremely startled ANBU escorts. After he'd landed and shut off the motor, one of them finally got the guts to question him.

"Who are you, and what is your business here," he asked.

"I am Naruto Uzumaki-Howlett," Naruto responded showing them his ID.

The guards suddenly remembered his name, as they'd been instructed by Sarutobi to welcome him to Konoha. He'd told them that though Naruto was the vessel for Kyuubi, he was to be treated with the same respect they would show any other shinobi. James Howlett (I.E. Logan/Wolverine), Naruto's step-father, was considered to be tougher than any of them, despite his height. They both bowed to him respectfully and ushered him into the Hokage's office. After Naruto and Sarutobi had gotten better acquainted, he rode to his father's estate and began to unpack.

"Man this place is huge! I think I'm gonna like it here," he remarked as he took in the main atrium.

"I'm glad you feel that way, Naruto-kun," replied an automated, yet female voice from one of the wall-mounted security panels on the side of the room.

"Good to see Forge uploaded you into the new system Cerebra," he said to his personal Shi'ar program.

The mansion itself was half the size of the X-Mansion, but still very large. It had an upstairs game-room, a large master bedroom (which Naruto claimed immediately), a ballroom for formal gatherings, an indoor gym, a hot-spring spa, a well-stocked kitchen, an armory, three extra guest rooms, a dining area, an indoor Zen garden, and an observation tower. Outside was a garage for Naruto's motorcycle, which was stocked with a number of S.H.I.E.L.D. technologies that he could use to repair it. There was also a hedge maze, an Olympic-sized swimming pool, a firing range, a basketball court, and a small pagoda that overlooked the lake at the forest's edge.

"Feels like home to me," Naruto said as he punched his security code into the monitor in the armory, which Forge had linked to the rest of the house's security systems. Suddenly the screen informed him that someone was at the door. A moment later, the doorbell sounded. Naruto took one last look at the monitor before rushed out of the room and slid down the handrail. The Shi'ar scanning tech hadn't registered any weapons on the newcomer, but he wasn't taking any chances. He picked up one of his Colt Python .357 magnum revolvers and flicked off the safety as he answered the door.

"Who is it?" he asked.

"Naruto?" said the man on the other side of the door. He had a large scar across his nose and nose bridge, his hair was up in a ponytail, and he looked very friendly. However, Naruto knew from his dealings with Mystique that appearances could be deceiving.

"Who wants to know?" he asked as he thumbed back the hammer on the Python.

"Iruka Umino, your instructor at the Ninja Academy."

Naruto ran the image from the camera through the roster of Konoha shinobi his Shi'ar headset had on file. He sweat-dropped slightly when Iruka's name, photo, brain pattern, and genetics scan all came back positive. 'I really need to stop being so paranoid,' he thought as he set the revolver down and unlocked the door.

"Gomen Iruka-sensei," he said, bowing respectfully. "I didn't mean to come across so paranoid, but considering that my dad taught me never to go by appearances, it was kinda instinct."

"It's okay Naruto," Iruka said with a grin. "I just stopped by to welcome you to the Ninja Academy. Classes start Monday at 9:00 am, so please be as punctual as you can."

"No problem Iruka-sensei, thanks for they heads up." He then shut the door as Iruka left and went back upstairs to the armory to finish his systems check. 'Hmm, looks like Forge didn't leave any XM-165 Plasma Grenades,' he thought as he looked over his weapons inventory on Cerebra's data-banks. 'I'd better stop by the S.H.I.E.L.D. facility tomorrow and pick up some.' Just as he was about to call it a night, he noticed a file on the desktop that he hadn't before. It had the same coding as Xavier's Cerebro Files, but was labled as "Agenda-X: Konoha Files." Intrigued, he opened the file and was surprised at what he found.

"Whoa, there are a number of Genin like me in the Ninja Academy with latent X-Genes!" he exclaimed. "If I can figure out their abilities, then help them learn to control them, I might be able to set up my own branch of X-Men here in Konoha!"

A few moments later, he was busy conversing with the Professor about the file and those listed in it. "I thought you would find that interesting," Xavier replied. "Anyhow, it was our intention for you to help these children in the first place."

"Really?" Naruto asked in amazement. "But, why me?"

"You've led a number of high-priority missions in the past few years and have always come out on top, with little or no injuries to yourself or your teammates as well. So it seemed only fitting that you be the one to help them discover their powers and instruct them on how to control them properly. I have full trust in your abilities and your leadership skills in this matter Naruto; there's no doubt in my mind about this."

"Gee, thanks Professor. I don't know what to say."

"You don't need to say anything Naruto. It's getting late, and you need your rest."

"Ok," Naruto replied as he signed off and headed to bed. He stayed awake for a while, excited by the fact that he wasn't the only mutant in the village. His last thought before sleep finally found him was, 'Man, I wonder what they'll be like..." He slept like a baby all through the night, and it was a good thing too. Because tomorrow, the real work would begin.


And so begins yet another of my crazy story ideas. I'd like to issue a big thank you to all my first reviewers, who've inspired me to continue with this fic. The whole weapons idea was inspired by my friend MP5, and his Naruto stories. Please note that I have ZERO intent on copying his particular style (I mean, how could I? Its way beyond my own). If you get a chance, read his Konoha Marksman story, its plain AWESOME! Remember to R&R as you see fit.